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    SEC Form SC 13G filed by PureTech Health plc

    11/12/24 1:29:13 PM ET
    $PRTC
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $PRTC alert in real time by email
    SC 13G 1 sc_13g_puretech_-_ptch.htm SC 13G SC 13G

     

    SECURITIES AND EXCHANGE COMMISSION

    WASHINGTON, D.C. 20549

     

    SCHEDULE 13G*

    (Rule 13d-102)

     

    INFORMATION TO BE INCLUDED

    IN STATEMENTS FILED PURSUANT

    TO RULES 13d-1(b), (c), AND

    (d) AND AMENDMENTS THERETO

    FILED PURSUANT TO RULE 13d-2

    (AMENDMENT NO. )*

     

    Puretech Health Plc

    (Name of Issuer)

    Ordinary Shares

    (Title of Class of Securities)

     

    G7297M-10-1

    (CUSIP Number)

     

    September 30, 2024

    (Date of Event Which Requires Filing of this Statement)

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    ☒ Rule 13d-1(b)

    ☐ Rule 13d-1(c)

    ☐ Rule 13d-1(d)

     

    *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

     

    The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     


     

     

     

    13 G

    CUSIP NO. G7297M-10-1

    Page 2 of 10 Pages

    1

    NAMES OF REPORTING PERSONS

     

    Citigroup Global Markets Limited

     

     

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a)☐

     

    (b)☐

    3

    SEC USE ONLY

     

     

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    London, England

     

     

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

    5

    SOLE VOTING POWER

     

     

     

    6

    SHARED VOTING POWER

     

    12,004,514

     

     

    7

    SOLE DISPOSITIVE POWER

     

     

     

     

    8

    SHARED DISPOSITIVE POWER

     

    12,004,514

     

     

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    12,004,514

     

     

    10

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

     

    ☐

     

     

    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    5.01%

     

     

    12

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    FI

     

     

     


     

     

    13 G

    CUSIP NO. G7297M-10-1

    Page 3 of 10 Pages

    1

    NAMES OF REPORTING PERSONS

     

    Citigroup Global Markets Holdings Bahamas Limited

     

     

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a)☐

     

    (b)☐

    3

    SEC USE ONLY

     

     

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Nassau, Bahamas

     

     

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

    5

    SOLE VOTING POWER

     

     

     

    6

    SHARED VOTING POWER

     

    12,004,514

     

     

    7

    SOLE DISPOSITIVE POWER

     

     

     

     

    8

    SHARED DISPOSITIVE POWER

     

    12,004,514

     

     

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    12,004,514

     

     

    10

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

     

    ☐

     

     

    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    5.01%

     

     

    12

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    FI

     

     

     


     

    13 G

    CUSIP NO. G7297M-10-1

    Page 4 of 10 Pages

    1

    NAMES OF REPORTING PERSONS

     

    Citigroup Financial Products Inc.

     

     

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a)☐

     

    (b)☐

    3

    SEC USE ONLY

     

     

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Delaware

     

     

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

    5

    SOLE VOTING POWER

     

     

     

    6

    SHARED VOTING POWER

     

    12,004,514

     

     

    7

    SOLE DISPOSITIVE POWER

     

     

     

     

    8

    SHARED DISPOSITIVE POWER

     

    12,004,514

    81

     

     

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    12,004,514

     

     

    10

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

     

    ☐

     

     

    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    5.01%

     

     

    12

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    CO

     

     

     

     

     


     

    13 G

    CUSIP NO. G7297M-10-1

    Page 5 of 10 Pages

    1

    NAMES OF REPORTING PERSONS

     

    Citigroup Global Markets Holdings Inc.

     

     

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a)☐

     

    (b)☐

    3

    SEC USE ONLY

     

     

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    New York

     

     

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

    5

    SOLE VOTING POWER

     

     

     

    6

    SHARED VOTING POWER

     

    12,004,514

     

     

    7

    SOLE DISPOSITIVE POWER

     

     

     

     

    8

    SHARED DISPOSITIVE POWER

     

    12,004,514

     

     

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    12,004,514

     

     

    10

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

     

    ☐

     

     

    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    5.01%

     

     

    12

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC

     

     

     

     

     


     

    13 G

    CUSIP NO. G7297M-10-1

    Page 6 of 10 Pages

     

    1

    NAMES OF REPORTING PERSONS

     

    Citigroup Inc.

     

     

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a)☐

     

    (b)☐

    3

    SEC USE ONLY

     

     

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION

     

    Delaware

     

     

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

    5

    SOLE VOTING POWER

     

     

     

    6

    SHARED VOTING POWER

     

    12,004,514*

     

     

     

    7

    SOLE DISPOSITIVE POWER

     

     

     

     

    8

    SHARED DISPOSITIVE POWER

     

    12,004,514*

     

     

     

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    12,004,514*

     

     

     

    10

    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

     

    ☐

     

     

    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

     

    5.01%*

     

     

    12

    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

     

    HC

     

     

    *Includes shares held by the other reporting persons.

     

     

     

     


     

    Item 1(a).

    Name of Issuer:

     

    Purtech Health Plc

     

    Item 1(b).

    Address of Issuer's Principal Executive Offices:

     

    6 Tide Street, Suite 400

    Boston MA 02210

     

    Item 2(a).

    Name of Person Filing:

     

    Citigroup Global Markets Limited. ("CGML")

    Citigroup Global Markets Holdings Bahamas Limited ("CGMHBL")

    Citigroup Financial Products Inc. ("CFP")

    Citigroup Global Markets Holdings Inc. ("CGM Holdings")

    Citigroup Inc. ("Citigroup")

    Item 2(b).

     

    :

    Address of Principal Business Office or, if none, Residence:

     

     

    The address of the principal business office of CGML is:

     

    25 Canary Square

    London GB E145LB

     

    The address of the principal business office of CGMHBL is:

    Ocean Center, Montagu Foreshore

    East Bay Street Nassau

    New Providence Bahamas 19084

     

    The address of the principal business office of each of, CFP, CGM Holdings and Citigroup is:

     

    388 Greenwich Street

    New York, NY 10013

     

    Item 2(c).

    Citizenship:

     

    CGML is chartered and headquartered in England.

     

    CGMHBL is chartered and headquartered in the Bahamas.

     

    CGM Holdings is a New York corporation.

     

    CFP and Citigroup are Delaware corporations.

     

    Item 2(d).

    Title of Class of Securities:

     

    Ordinary Shares

    Item 2(e).

    CUSIP Number:

     

    G7297M-10-1

     

     

     

    Page 7

    of 10 Pages

     

     


     

    Item 3.

    If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or

    240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):

     

     

    (a)

    ☐Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

     

     

    (b)

    ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

     

     

    (c)

    ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

     

     

    (d)

    ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

     

     

    (e)

    ☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

     

     

    (f)

    ☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

     

     

    (g)

    ☒ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

     

     

    (h)

    ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

     

     

    (i)

    ☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

     

     

    (j)

    ☒ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

     

     

    (k)

    ☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ .

     

    Item 4.

    Ownership. (as of November 11, 2024)

     

     

    (a)

    Amount beneficially owned: See item 9 of cover pages

     

     

    (b)

    Percent of class: See item 11 of cover pages

     

     

    (c)

    Number of shares as to which the person has:

     

     

    (i)

    Sole power to vote or to direct the vote:

     

     

    (ii)

    Shared power to vote or to direct the vote:

     

    (iii)

    Sole power to dispose or to direct the disposition of:

     

    (iv)

    Shared power to dispose or to direct the disposition of:

    See Items 5-8 of cover pages

     

     

    Page 8

    of 10 Pages

     

     


     

    Item 5.

    Ownership of Five Percent or Less of a Class.

     

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

     

    Item 6.

    Ownership of More Than Five Percent on Behalf of Another Person.

     

    Not Applicable.

     

    Item 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

    CGMHBL is the sole stockholder of CGML. CFP is the sole stockholder of CGMHBL. CGM Holdings is the sole stockholder of CFP. Citigroup is the sole stockholder of CGM Holdings.

    Item 8.

    Identification and Classification of Members of the Group.

     

    Not Applicable.

     

    Item 9.

    Notice of Dissolution of Group.

     

    Not Applicable.

     

     

    Page 9

    of 10 Pages

     

     


     

    Item 10.

    Certification.

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

    SIGNATURE.

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

    Dated: November 12, 2024

    CITIGROUP GLOBAL MARKETS LIMITED

     

    By:

    /s/ Simon Cumming

    Name:

    Simon Cumming

     

    Title:

    Assistant Company Secretary

     

    CITIGROUP GLOBAL MARKETS HOLDINGS BAHAMAS LIMITED

     

    By:

    /s/ Richard Radford

    Name:

    Richard Radford

    Title:

    UK Controller

     

    CITIGROUP FINANCIAL PRODUCTS INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

    CITIGROUP GLOBAL MARKETS HOLDINGS INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

    CITIGROUP INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

     

    Page 10

    of 10 Pages

     


    EXHIBIT INDEX TO SCHEDULE 13G

     

    EXHIBIT 1

    Agreement among CGML, CGMHBL, CFP, CGM Holdings and Citigroup as to joint filing of Schedule 13G.

     

     


     

    EXHIBIT 1

    AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G

    Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13G, and agrees that this Schedule 13G is filed on its behalf.

    Dated: November 12, 2024

    CITIGROUP GLOBAL MARKETS LIMITED.

     

    By:

    /s/ Simon Cumming

    Name:

    Simon Cumming

    Title:

    Assistant Company Secretary

    CITIGROUP .GLOBAL MARKETS HOLDINGS BAHAMAS LIMITED

     

    By:

    /s/ Richard Radford

    Name:

    Richard Radford

    Title:

    UK Controller

    CITIGROUP FINANCIAL PRODUCTS INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

    CITIGROUP GLOBAL MARKETS HOLDINGS INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

    CITIGROUP INC.

     

    By:

    /s/ Ronny Ostrow

    Name:

    Ronny Ostrow

    Title:

    Assistant Secretary

     

     

     


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      2/12/24 4:48:30 PM ET
      $PRTC
      Biotechnology: Pharmaceutical Preparations
      Health Care

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    • PureTech Health: Notice of Results

      PureTech Health plc (NASDAQ:PRTC, LSE: PRTC)) ("PureTech" or the "Company") plans to publish its Annual Report and Accounts and financial results for the year ended December 31, 2024, on Wednesday, April 30, 2025. A presentation and conference call to discuss the results will take place at 9:00 AM EDT / 2:00 PM BST on the day of publication, and a webcast of the presentation will be available on the Company's website at https://investors.puretechhealth.com/events-presentations. About PureTech Health PureTech is a clinical-stage biotherapeutics company dedicated to giving life to new classes of medicine to change the lives of patients with devastating diseases. The Company has created a b

      4/23/25 2:00:00 AM ET
      $PRTC
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • PureTech's Deupirfenidone (LYT-100) Slowed Lung Function Decline in People with Idiopathic Pulmonary Fibrosis (IPF) as Measured by Forced Vital Capacity (FVC), Achieving the Primary and Key Secondary Endpoints in the ELEVATE IPF Phase 2b Trial

      Dose-ranging trial evaluated deupirfenidone 550 mg three times a day (TID) (approximately equivalent exposure to pirfenidone 801 mg TID1) and deupirfenidone 825 mg TID and successfully demonstrated dose-dependent response Decline in lung function seen with deupirfenidone 825 mg TID as a monotherapy was -21.5 mL; natural lung function decline expected in healthy adults >60 years is ~-15 to ~-25 mL2; decline in lung function with pirfenidone 801 mg TID was -51.6 mL Deupirfenidone 825 mg TID showed strong, consistent and durable efficacy with a treatment effect versus placebo of 80.9% with favorable tolerability, while pirfenidone 801 mg TID had a 54.1% treatment effect versus placebo De

      12/16/24 2:00:00 AM ET
      $PRTC
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • PureTech Health plc – Half-Year Report

      Strong progress across PureTech's portfolio, with significant near-term catalysts Robust shareholder returns enabled by Founded Entity1 monetization; $100 million Tender Offer and $50 million buyback completed Strong balance sheet with expected operational runway for at least three years Company to host a webcast and conference call today at 9:00am EDT / 2:00pm BST PureTech Health plc (NASDAQ:PRTC, LSE: PRTC))) ("PureTech" or the "Company"), a clinical-stage biotherapeutics company dedicated to changing the lives of patients with devastating diseases, today announces its half-yearly results for the six months ended June 30, 2024. The following information will be filed on Form 6-K w

      8/28/24 2:01:00 AM ET
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      Biotechnology: Pharmaceutical Preparations
      Biotechnology: Biological Products (No Diagnostic Substances)